This is a "Restated Certificate of Incorporation" for a business incorporated in Delaware. It amends and restates the original certificate of incorporation.
Restated Certificate of Incorporation
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Multi-State
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US-TC0212
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How to fill out Restated Certificate Of Incorporation?
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FAQ
A Delaware Certificate of Incorporation is the legal establishment of a corporation in the state of Delaware. Until you get endorsed with the Certificate of Incorporation from the Delaware Division of Corporations, you don't yet have a substantial Delaware organization.
Keep in mind there are no stated required officer positions that a Delaware corporation must have, as opposed to other states. One person can comprise an entire Delaware corporation. Most Delaware companies have at least a president as well as a secretary.
Identify the breach. Conduct an investigation, determine local officer removal laws, and consult company bylaws. Detail findings. Inform the officer of the removal process. Schedule a shareholders' meeting to address officer removal and inform the officer in question of the meeting.
Delaware law requires that changes to the certificate must be supported by a majority vote of the shareholders. Call a meeting of the board of directors and present the proposed change for discussion. Vote on the change. Record the vote in the meeting minutes.
You can find a form on applicable state's Secretary of State website. Once you've completed and signed the form, you'll pay the filing fee and file it with the Secretary of State. On this form, you have the option of either naming a replacement officer or amending the number of officers in your corporation.
Step 1: Review Certificate of Incorporation and bylaws for rules and processes for removing and/or replacing an officer. Step 2: Obtain written consent from the Board of Directors to proceed with the change.
Change Your Delaware Registered Agent In order to change Registered Agents, you must first complete and submit a change of Registered Agent filing. This filing will allow you to stop using your current Registered Agent service and elect a new Registered Agent.
To revive a Delaware LLC, you just have to file a certificate of revival of Delaware limited liability company form. The form costs $169 and is in your online account at all times. You mail it into the Delaware Division of Corporations at 401 Federal Street, STE 4 Dover, DE 19901. You can fax this in as well.
Fax the filing memo to (302) 739-3812 or mail it to the Delaware Department of State. File the memo in person at the Delaware Department of State office. As of 2011, it costs $50, plus $2 per page to get certified copies of a certificate of incorporation.